Vendor Terms of Service

Welcome to Picnyk. These Vendor Terms of Service ("Vendor Terms") constitute a legally binding agreement between you ("Vendor," "you," or "your") and Picnyk, Inc. ("Picnyk," "we," "us," or "our") governing your use of the Picnyk platform as a service provider.

By registering as a Vendor on Picnyk, you acknowledge that you have read, understood, and agree to be bound by these Vendor Terms, our Privacy Policy, and all applicable laws and regulations.

IF YOU DO NOT AGREE TO THESE TERMS, DO NOT REGISTER AS A VENDOR OR USE THE PLATFORM.

Picnyk operates as a technology platformthat facilitates connections between event hosts ("Customers") and independent service professionals ("Vendors"). Picnyk provides:

• A marketplace for Vendors to list their services
• Tools for communication between Customers and Vendors
• Payment processing and escrow services
• Booking and scheduling functionality
• Review and rating systems

As a Vendor on Picnyk, you acknowledge and agree that:

• You are an independent contractor, not an employee, partner, agent, joint venturer, or franchisee of Picnyk
• You have complete control over how, when, and where you provide your services
• You are responsible for your own taxes, insurance, licenses, and business expenses
• You may use subcontractors or employees, for whom you assume full responsibility
• Picnyk does not control the manner or means by which you perform your services
• You are free to provide services through other platforms or directly to clients

Nothing in these Terms creates an employment relationship, agency, partnership, or joint venture between you and Picnyk.

4.1 General Requirements

To register as a Vendor, you must:

• Be at least 18 years of age
• Have the legal right to work in your jurisdiction
• Provide accurate and complete registration information
• Maintain a valid email address and phone number
• Pass our verification and background check process

4.2 Category-Specific Requirements

Depending on your service category, you may be required to maintain:

5.1 Service Standards

You agree to:

• Provide services as described in your profile and booking agreements
• Arrive on time and prepared for all confirmed bookings
• Communicate promptly and professionally with Customers
• Maintain high standards of quality and professionalism
• Comply with all applicable laws, regulations, and industry standards

5.2 Accuracy of Information

You represent and warrant that:

• All information in your profile is accurate and current
• Your portfolio contains only your own work
• Your reviews and ratings accurately reflect your services
• You possess all certifications, licenses, and insurance you claim to have

5.3 Insurance Requirements

For applicable categories, you must maintain general liability insurance with minimum coverage of $1,000,000 per occurrence. You agree to:

• Keep insurance current at all times while active on the platform
• Provide proof of insurance upon request
• Notify Picnyk immediately if your insurance lapses or is cancelled
• Name Picnyk as an additional insured if requested

6.1 Platform Fee

Picnyk charges a platform fee of 15-20% of each transaction, which is deducted from your payment. The exact fee is displayed in your Vendor Dashboard and may vary based on your vendor tier and service category.

6.2 Payment Processing

Payments are processed as follows:

• Customer pays full amount at time of booking
• Funds are held in escrow until service completion
• Payment is released to Vendor within 3-5 business days after service completion
• Payouts are made via Stripe Connect to your connected bank account

6.3 Taxes

You are solely responsible for determining and paying all applicable taxes on your earnings. Picnyk will provide tax documentation (1099-K) as required by law.

7.1 Vendor Cancellations

If you cancel a confirmed booking:

• More than 7 days before: No penalty
• 3-7 days before: Warning issued; repeated cancellations may result in suspension
• Less than 3 days before: $50 penalty fee; negative impact on search ranking
• No-show: $100 penalty fee; immediate account review; possible suspension

7.2 Customer Cancellations

When Customers cancel, refunds are processed according to your cancellation policy. You may set your own policy (Flexible, Moderate, or Strict) in your Vendor settings.

You agree to indemnify, defend, and hold harmless Picnyk, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your provision of services to Customers
• Your breach of these Vendor Terms
• Your violation of any law or regulation
• Any claim that your services caused injury, damage, or harm
• Any dispute between you and a Customer
• Your failure to maintain required insurance or certifications
• Any claim by your employees, subcontractors, or agents

This indemnification obligation survives termination of your account.

IN NO EVENT SHALL PICNYK'S TOTAL LIABILITY TO YOU EXCEED THE AMOUNT OF PLATFORM FEES PAID BY YOU TO PICNYK IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

10.1 Disputes with Customers

You agree to attempt to resolve any disputes with Customers directly. If resolution is not possible, you may request Picnyk's mediation service. Picnyk's decision in mediation is advisory only; we do not arbitrate disputes.

10.2 Disputes with Picnyk

Any dispute arising from these Terms shall be resolved through binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Delaware.

10.3 Class Action Waiver

YOU AGREE THAT ANY CLAIMS MUST BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

Either party may terminate this agreement at any time. Upon termination:

• All pending bookings must be honored or properly cancelled
• Outstanding payments will be processed within 30 days
• Your profile will be deactivated but data retained per our Privacy Policy
• Indemnification and limitation of liability provisions survive

Picnyk may suspend or terminate your account immediately for violation of these Terms, fraudulent activity, repeated customer complaints, or other conduct harmful to the platform.

Picnyk may modify these Terms at any time. We will notify you of material changes via email or platform notification at least 30 days before they take effect. Your continued use of the platform after changes take effect constitutes acceptance of the modified Terms.

For questions about these Terms, contact us at: